Receipt of Requisite Consents - Notes Issued in 2013
Receipt of requisite consents relating to its
$2,485,000,000 4½% Senior Notes due 2020 and
€625,000,000 4⅝% Senior Notes due 2020
December 12, 2016
SoftBank Group Corp.
December 12, 2016 — SoftBank Group Corp. (“the Company”) today announces that it has received the requisite consents to amend certain terms of the indenture (the “2013 Notes Indenture”) governing its $2,485,000,000 4½% Senior Notes due 2020 (Rule 144A: ISIN US83404DAA72, CUSIP 83404D AA7 and Common Code 092072312; Reg S: ISIN USJ75963AU23, CUSIP J75963 AU2 and Common Code 092072533) and its €625,000,000 4⅝% Senior Notes due 2020 (Rule 144A: ISIN XS0918549378 and Common Code 091854937; Reg S: ISIN XS0918548644 and Common Code 091854864) (collectively, the “2013 Notes”). The consent solicitation (the “2013 Notes Consent Solicitation”) was made solely on the terms and subject to the conditions set forth in the consent solicitation statement dated November 28, 2016 (the “2013 Notes Consent Solicitation Statement”).
Based on the receipt of consents from holders of a majority in aggregate principal amount of 2013 Notes outstanding, the Company, SoftBank Corp., as guarantor, and the trustee under the 2013 Notes Indenture entered into a supplemental indenture on December 9, 2016 to adopt the amendments proposed to the 2013 Notes Indenture (the “2013 Notes Proposed Amendments”). The 2013 Notes Proposed Amendments will not become operative until the settlement date, which is expected to be on or about December 13, 2016.
The 2013 Notes Consent Solicitation expired at 5:00 p.m., New York City time, on December 9, 2016 (the “2013 Notes Expiration Date”). Holders of 2013 Notes who have delivered their consent in the 2013 Notes Consent Solicitation at any time on or prior to the 2013 Notes Expiration Date will be eligible to receive a cash payment equal to $10.00 per $1,000 in principal amount of dollar-denominated 2013 Notes and €10.00 per €1,000 in principal amount of euro-denominated 2013 Notes (collectively, the “2013 Notes Consent Consideration”). Holders of the 2013 Notes who did not deliver their consent prior to the 2013 Notes Expiration Date will not receive the 2013 Notes Consent Consideration.
The complete terms and conditions of the 2013 Notes Consent Solicitation are described in the 2013 Notes Consent Solicitation Statement. Copies of the 2015 Notes Consent Solicitation Statement are available from D.F. King (the “Information and Tabulation Agent”), which can be contacted at the e-mail address and telephone number set out below. Holders of the 2013 Notes may contact Deutsche Bank AG, London Branch (the “Solicitation Agent”) at the e-mail addresses and telephone numbers set out below for information concerning the 2013 Notes Consent Solicitation. Holders of the 2013 Notes may also contact their broker, dealer, commercial bank or trust company or other nominee for assistance concerning the 2013 Notes Consent Solicitation.
Investor Contact Information
Any questions or requests for assistance or copies of the 2015 Notes Consent Solicitation Statement may be directed to D.F. King in New York at +1(800) 581-5607, in London at +44 (20) 7920 9700, in Hong Kong at +852 3953 7230 or by e-mail to .
Questions regarding the 2013 Notes Consent Solicitation may be directed to Deutsche Bank AG, London Branch at +44 (20) 7545 8011 (for European inquiries), +1 (855) 287-1922 (for toll-free U.S. inquiries), +1 (212) 250 7527 (for collect U.S. inquiries), +65 6423 7959 or +852 2203 8652 (for Asian inquiries) or by email to .
This press release is for information purposes only and is not an offer to sell or a solicitation of an offer to buy any security, nor is it a solicitation of consents with respect to any securities. The 2013 Notes Consent Solicitation was made solely by the 2013 Notes Consent Solicitation Statement. This press release and the 2013 Notes Consent Solicitation Statement contain important information with respect to the 2013 Notes Proposed Amendments. Those documents should be consulted for additional information regarding the consent procedures and the conditions for the 2013 Notes Consent Solicitation. To receive copies of the 2013 Notes Consent Solicitation Statement or for questions relating to the 2013 Notes Consent Solicitation, please contact the Solicitation Agent or the Information and Tabulation Agent using the contact information given above.
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